After catching himself a Noctowl, Ash & Co. decided to have a little break and stop for something to eat beside a lake. They let all of their Pokémon out for a bit of fresh air. As they and their Pokémon relax, something shoots out from the trees on the other side of the lake. They look up, and it expands into a net trapping all of the Pokémon. Team Rocket appear in their balloon reciting their motto. As they float away, a beam of energy slices out from the forest below, destroying the balloon and causing it to drop the net, freeing all of the Pokémon. Suddenly a huge group of Ursaring appear and fire their Hyper Beams at not only Team Rocket, but Ash & Co. They recall all of their Pokémon as the Ursaring charge towards them. Team Rocket, Ash & Co. all run away into the forest.

After loosing the Ursaring, Ash asks if everyone is alright. He turns to Misty, only to find that Misty isn't there; it's Jessie instead.

Also catching their breath from being chased by the Ursaring, James and Meowth are happy that the three of them got away and turn to Jessie to see if she is alright, only to see Misty with them.

Back with Ash and Brock, Jessie sends out Arbok to battle. Ash is about to order Pikachu to attack when a couple of Ursaring appear from behind the bushes and scare the group away.

James and Meowth are also about to start a fight, when they and Misty get scared away by a couple of Ursaring as well.

Realising that the whole forest is full of Ursaring, and that they will have to work together, Ash and Brock call a truce with Jessie. Ash looks Ursaring up in his PokéDex.

Back with Misty, James and Meowth, Misty also suggests a truce. James agrees as long as none of them tells Jessie about it.

While wandering through the forest with Ash and Brock looking for Misty, Jessie finds it odd that they actually care for their friend. She wonders if James and Meowth are as concerned for her safety as Ash and Brock are for Misty's.

Back with Misty's group, James is explaining that, if there's one person in the world he doesn't need to worry about, it's Jessie. Misty is shocked at his lack of concern. He goes on to say that if she's met up with the Ursaring that he would be more concerned about them than her. As they walk, they come to a crossroads, each of them suggesting a different way to go. They decide there is only one way to work it out so they play rock/paper/scissors. Meowth wins and takes them straight forward.

Night, and Ash's group decide to stop and set up camp. A little later, as Brock prepares some food, Jessie asks if it's nearly ready. He chops some more ingredients up and puts them into the pan, then tastes it. Jessie takes the ladle from him and tastes it herself, overjoyed with how good it is. She asks if they always eat food this tasty, which Ash confirms. Brock assumes that she and her team-mates must eat fairly well too. She goes silent, thinking of the meagre scraps they usually scrounge up. Unwilling to reveal this, she tells them that they wouldn't believe some of the things they eat.

Misty's group aren't doing as well as Ash's however. They're lost after following Meowth's directions. They decide to stop and have something to eat. James pulls out a biscuit, breaks it in half and gives one half to Meowth. Once they have eaten their "meal", they hear Misty unwrapping hers; a large sandwich. Shocked, they ask her if the sandwich is all for her, wondering if she has to share it with anyone. She tells them that Brock usually makes sandwiches like that for them every day. They stare, hungrily at the food. Noticing this, she kindly breaks her sandwich up and shares it with them. They both begin to cry with happiness, it being so long since they last had good food.

Later that night, Meowth leads them through the forest looking for somewhere to spend the night. They notice a cave, and he leads them inside. Misty is unsure about weather it's a good idea, and her trepidation is soon validated when they're chased away by a large group of Ursaring that had taken up residence inside.

Elsewhere, Ash's group have found a nice empty cave to camp out in. As they go to sleep, Jessie huddles in a corner, noticing that even in a cave, they manage to make themselves nice and warm. She remembers some of the places Team Rocket have had to spend the night, when Brock comes over to her and hands her a blanket to keep her warm. She thanks him, then lays down, wondering what she's doing with her life as she tries to fall asleep.

Outside, Misty's team are playing rock/paper/scissors again to see who should lead them. Meowth wins again. James comes up with an idea to escape the Ursaring long enough to get a nights sleep; climbing down a cliff. He lowers a rope, and they all climb down. The rope doesn't quite reach the bottom of the cliff however and they end up on a ledge. Meowth suggests climbing back up and starts to, but the rope falls down to them. Realising that they have to spend the night on the ledge, Misty draws a line between them, telling them to stay on their side. Unfairly, their side is only about 1/3 of the ledge, leaving Misty with the remaining 2/3. When they point this out, she tells them that they don't need as much room as they have smaller brains than her. As she goes to sleep, James points out to Meowth that as soon as they lose one bossy redhead, another one takes her place. Meowth says that she won't be so bossy in the morning when they've stolen all of her Pokémon. James asks him how they will make their getaway. Meowth doesn't seem to have an answer to this.

Back in the cave, Jessie is unable to sleep. She crawls over to Ash and takes the opportunity to steal Pikachu. She creeps outside with it, but runs into an Ursaring. Scared, she runs back to the cave, putting the still sleeping Pikachu back.

The next morning Ash's group continue their search for Misty. Jessie is upset that she didn't manage to get Pikachu, or any sleep.

Misty's group have also woken up. They look over the edge of the ledge and notice that they are only a few feet from the ground. Meowth comments that if they had know that they could have taken her Pokémon last night. She hears this, but he tells her that he was only going to take them for a nice walk in the moonlight. After getting down from the ledge, they play rock/paper/scissors again, Meowth winning as usual. James asks him to give someone else a chance.

Back with Ash's group, and they have come across a lone Ursaring. Ash sends out Cyndaquil as Brock sends out Onix. Brock orders Onix to use Tackle, then Ash orders Cyndaquil to use Flamethrower. Jessie watches from behind them, noticing how well trained their Pokémon are. The Ursaring beats it's chest, causing more to appear. Ash and Brock recall their Pokémon and they make their escape.

Walking through the forest, Misty's team also comes across a lone Ursaring. Meowth asks what they should do. She suggests they run away. Neither James nor Meowth disagree, and they follow her lead.

Running from the Ursaring, both groups happily reunite. With Ursaring coming from both sides, they wonder how to escape, when Brock notices an old rope bridge. As they run across it, it begins to fall to pieces. The Ursaring arrive and cut through the ropes, causing the bridge to swing to the other side. Everyone manages to hang on. As they struggle to keep hold, Ash sends out Chikorita and Bulbasaur to help them up. James send out Victreebell, as Brock sends out Onix and Jessie sends out Arbok. Psyduck lets itself out, but it isn't much help. Ash orders Chikorita and Bulbasaur to use Vine Whip to pull them up, James ordering Victreebell to do the same. Brock and Jessie order Onix and Arbok to grab the ropes and help pull them up too. As they near the top, one of the ropes snaps, causing them all to fall. The Pokémon rush into action, saving everyone from the drop. With everyone safe, the truces break down. Jessie orders Arbok to attack, but Onix knocks it back with Tackle. James orders Victreebell to use Razor Leaf, but Chikorita fights back with the same attack. Meowth jumps, ready to use Fury Swipes, but Pikachu launches a Thundershock. As the battle goes on, Togepi uses Metronome, sending Team Rocket blasting off again. With the battle over, Ash goes over to Misty, telling her how good it is to have her back. Brock wonders why the Ursaring in the forest kept attacking them no matter where they went. Noticing a sign nearby, Ash goes over to read it. It warns people from entering the forest as it is the Ursaring mating season.

And after blasting off, Team Rocket come to a crash landing. They hear a growling behind them, and find themselves face to face with a large group of Ursaring. Looks like the Trio will never catch a break.

This episode guide has been written by The Librarian.

Characters appearing in this episode

Ash

Misty

Brock

Jessie

James

Meowth

Ash's Pikachu

Pokémon appearing in this episode

• Pikachu belonging to Ash
• Meowth

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